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Terms ofService

Last Updated: April 8, 2026Welcome to NexEng, a platform located at https://aios.nexeng.ai/ (the "Site") and operated by NexEng, Inc. ("NexEng", "us", "our", and "we"). NexEng provides an AI-enabled software-as-a-service platform designed for organizations and professionals (such as fractional executives, consultancies, professional and advisory services firms, and wealth or financial advisory practices) to manage client engagements, workflows, invoicing, and related business operations (the "Services"). The Site and Services are collectively referred to as the "Platform."These Terms of Service ("Terms") set forth the legally binding terms governing your use of the Platform. "You" and "your" refer to the individual accepting these Terms, and, where applicable, the Organization on whose behalf that individual acts. By accessing or using the Platform, you represent and warrant that you have the right, authority, and capacity to enter into these Terms on behalf of yourself and, if applicable, your Organization. If you do not agree with all provisions of these Terms, do not access or use the Platform. You must be at least 18 years old to use the Platform.Privacy Policy. NexEng respects the privacy of its users. Please refer to NexEng's Privacy Policy (https://cxo.nexeng.ai/privacy), which explains how we collect, use, and disclose information pertaining to your privacy. When you access or use the Platform, you signify your agreement to the Privacy Policy.

1. Definitions

As used in these Terms, the following terms have the meanings set forth below:

"Organization" means a business entity or individual professional (including fractional executives) that subscribes to the Platform under a paid or trial plan and is responsible for all activity under its account.

"Authorized Users" means employees, contractors, or other individuals whom an Organization permits to access and use the Platform on the Organization's behalf.

"Clients" means the Organization's own customers or end-clients who may be granted limited access to a designated client portal or other features of the Platform as configured by the Organization.

"Customer Data" means all data, content, and information submitted to or processed through the Platform by an Organization, its Authorized Users, or its Clients.

"AI Features" means any artificial intelligence, machine learning, or automated output features made available through the Platform.

"Investment Intelligence Agent" means any AI Feature, agent, widget, or module of the Platform that generates securities, market, or portfolio analysis, screens, scores, models, rankings, or other outputs relating to securities, issuers, or financial instruments.

"Investment Outputs" means all outputs generated by the Investment Intelligence Agent or otherwise generated through the Platform that relate to securities, issuers, markets, or investment or financial decisions, including securities, market, and portfolio analysis, screens, scores, models, rankings, and other outputs, and that may identify, describe, or compare particular securities or issuers, including outputs that are framed as, or that a reasonable person could interpret as, recommendations to buy, sell, or hold one or more securities.

2. Site Content

The Platform may provide informational and educational content. All content on the Platform is for informational and educational purposes only, is general in nature, and does not constitute advice of any kind for your particular situation. Content on the Platform is not intended to be relied upon as the basis for any decision. In the event that you use information provided through the Platform, you do so at your own risk and NexEng assumes no responsibility for any resulting outcomes.

3. Contact Form

We may include a contact form on the Platform that allows you to get in touch with us to inquire about our Services, provide feedback, or request collaborations. Our contact form may ask for personal information such as your name, email address, phone number, and reason for inquiry.

4. Accounts

4.1. Account Creation

In order to use certain features of the Platform, you must register for an account ("Account") and provide certain information as prompted by the registration form. Organizations are responsible for all Accounts created under their subscription, including Accounts created for Authorized Users. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information. You may delete your Account at any time by following the instructions on the Platform. NexEng may suspend or terminate your Account in accordance with the Term and Termination section below.

4.2. Account Responsibilities

You are responsible for maintaining the confidentiality of your Account login credentials and are fully responsible for all activities that occur under your Account. Organizations are responsible for all activity conducted by their Authorized Users and, to the extent applicable, their Clients. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. NexEng will not be liable for any loss or damage arising from your failure to comply with the above requirements.

5. Payment Terms

5.1. Pricing and Subscriptions

Certain aspects of the Platform are provided for a fee or subscription. If you purchase a subscription, it will automatically renew at the end of each billing cycle, and you will automatically be charged on your anniversary date for the next billing cycle. If you upgrade your subscription, you will be prorated for the remainder of the current billing cycle and charged the full price of the upgraded subscription in the following billing cycle. One-time purchases will be charged at the time of the transaction. All fees are non-refundable except as expressly stated in these Terms or required by applicable law. Access to specific features and functionality of the Platform may vary based on your subscription plan, and NexEng reserves the right to impose usage limits on a per-plan basis. NexEng may add new services for additional fees, or add or amend fees and charges for existing services, at any time in its sole discretion. Any change to pricing or payment terms will become effective in the billing cycle following notice of such change to you as provided in these Terms.

5.2. Payment Information; Taxes

All information you provide in connection with a purchase or transaction must be accurate, complete, and current. You agree to pay all charges incurred under your Account at the prices in effect when such charges are incurred. You are responsible for any applicable taxes relating to your purchases or transactions.

5.3. Payment Authorization

By providing a payment method and subscribing to the Platform, you authorize NexEng to charge your designated payment method for all fees incurred under your Account, including recurring subscription fees, applicable taxes, and any other amounts due under these Terms. This authorization remains in effect for the duration of your subscription and will automatically apply to each renewal billing cycle unless you cancel your subscription in accordance with the Cancellation section below. You acknowledge that: (a) your subscription will automatically renew at the end of each billing cycle at the then-current rate; (b) NexEng will charge your payment method on file on or after the renewal date without further authorization from you; (c) it is your responsibility to maintain accurate and current payment information in your Account settings; and (d) if your payment method is declined or expires, NexEng may suspend your access to the Platform until payment is received. To update or remove your payment method, or to cancel your subscription, you must follow the instructions in your Account settings.

5.4. Trial Period or Discount Rates

NexEng may offer free trial subscriptions or introductory discount subscriptions, in its sole discretion, to allow Organizations to become familiar with the Platform. Trials and introductory offers are available to new (first-time) subscribers only and cannot be combined with any other offer. NexEng will begin charging the applicable subscription fee at the then-current rate on the first day following the end of the trial or introductory offer period. YOU MUST CANCEL YOUR SUBSCRIPTION PRIOR TO THE END OF YOUR TRIAL OR INTRODUCTORY OFFER PERIOD TO AVOID BEING CHARGED.

5.5. Chargebacks

If you have a dispute concerning any payment transaction, please contact us using the contact information provided at the end of these Terms before initiating a chargeback. If, at any time, you contact your bank or credit card company to reject the charge of any payable fees ("Chargeback"), this act will be considered a breach of your payment obligations, and NexEng reserves the right to immediately suspend or terminate your access to the Platform. NexEng reserves the right to dispute any Chargeback and take all reasonable action to authorize the transaction. In the event of a Chargeback, your Account may be terminated and any files, data, or content contained in your Account may be subject to cancellation. NexEng will not be liable for any loss of files, data, or content as a result of a Chargeback. You must pay NexEng upon demand for amounts owed under these Terms, plus interest on the outstanding amount at the lesser of one percent (1%) per month or the maximum rate allowed by applicable law, plus attorneys' fees and other costs of collection to the extent permitted by applicable law.

5.6. Cancellation

Organizations may cancel their Account or any paid subscription at any time by following the cancellation instructions in their Account settings. If you cancel a subscription that is part of an automatic recurring plan, access will continue through the end of the current billing cycle and will not be refunded. If you wish to cancel before being automatically charged for the next billing cycle, NexEng recommends taking the steps necessary to cancel no later than five (5) days before the end of the current billing cycle.

6. Artificial Intelligence Features

AI Features; Limitations and User Responsibility. The Platform includes AI Features that generate automated outputs, recommendations, summaries, drafts, and other content based on inputs and data you provide. You acknowledge and agree that:

• AI Outputs Are Not Guaranteed. AI Features may produce inaccurate, incomplete, outdated, or otherwise incorrect outputs. You must independently review, verify, and evaluate all AI-generated content before relying on or acting upon it.

• No Professional Advice. Nothing generated by AI Features constitutes legal, tax, accounting, financial, regulatory, or other professional advice. NexEng does not provide professional services of any kind. You are solely responsible for obtaining qualified professional advice appropriate to your specific circumstances.

• No Guaranteed Outcomes; Verification Obligation. NexEng makes no representation or warranty that use of AI Features will result in any particular outcome, including improvements in productivity, revenue, client satisfaction, deadline compliance, or business results. AI Features may generate fabricated facts, inaccurate or unverifiable assumptions, incomplete analyses, incorrect citations or references, misleading conclusions, computational errors, outdated information, or other erroneous content ("AI Errors"), including in Investment Outputs. The existence of AI Errors is an inherent characteristic of current AI technology and does not constitute a defect or breach by NexEng Inc. You must independently verify all factual statements, analyses, calculations, rankings, scores, recommendations, and conclusions contained in any AI-generated output before relying upon, acting upon, or distributing that output to any Client or other person. Failure to independently verify AI-generated content before reliance or distribution is at your sole risk.

• Business Profile. If you create a public-facing Business Profile on the Platform, you are solely responsible for all content you publish including content generated through AI. NexEng does not review or endorse Business Profile content and is not liable for any claims arising from it.

• AI Chatbot. If you deploy the Platform's AI chatbot feature, you are solely responsible for its configuration, training, and all interactions it facilitates with your Clients and end users. NexEng provides the underlying AI infrastructure only and is not responsible for chatbot outputs or any claims arising from your deployment of the chatbot.

• User Responsibility. You are solely responsible for all decisions made and actions taken in connection with or in reliance on AI-generated outputs. NexEng will not be liable for any loss or damage arising from your reliance on AI Features.

7. Investment Intelligence Agent; Market Intelligence and Research Outputs

The Platform may make available an Investment Intelligence Agent and related features that generate Investment Outputs. The following terms govern all Investment Outputs and supplement, and do not limit, the "Artificial Intelligence Features" and "Site Content" sections above.

7.1. Technology Provider Only

NexEng is a technology provider. NexEng is not, and does not act as, an investment adviser, broker-dealer, dealer, municipal advisor, commodity trading advisor, financial planner, accountant, or fiduciary of any kind, and is not registered or licensed in any such capacity with the U.S. Securities and Exchange Commission, FINRA, any state securities regulator, or any other governmental or self-regulatory authority. NexEng does not recommend securities to any particular investor, manage assets, exercise investment discretion over any account, effect or direct any transaction, or take custody of any funds or securities. All Investment Outputs are impersonal tools provided to the Organization to support the Organization's own independent research and professional judgment.

7.2. No Advice, Recommendation, or Solicitation

Investment Outputs are general in nature, are not tailored to the investment objectives, financial situation, risk tolerance, or particular needs of any person, and do not constitute, and must not be represented by the Organization as, investment advice, a research report, a recommendation, an offer, or a solicitation by NexEng to any person. The Organization is solely responsible for any determination to treat, characterize, or distribute an Investment Output as advice or a recommendation, and assumes all responsibility and liability for doing so.

7.3. Mandatory Independent Professional Review

The Organization acknowledges and agrees that, before relying on, acting upon, transmitting, publishing, or otherwise disseminating any Investment Output (including to any Client or end investor), the Organization will cause a qualified, appropriately licensed or registered financial professional to independently review, verify, and vet the Investment Output and to make an independent professional determination of its accuracy, suitability, and appropriateness for the intended recipient. The Organization, and not NexEng, is solely responsible for every decision to rely on, use, modify, or distribute any Investment Output.

7.4. Distribution to Clients; Client Portal

The Client Portal is the designated channel for making Investment Outputs available to Clients. The Organization will distribute Investment Outputs (and any plans, materials, or communications derived from or incorporating them) to its Clients through the Client Portal, and will not make any Investment Output available to a Client or other person who has not first been presented with, and affirmatively accepted, the then-current Client Terms of Service. The Organization is solely responsible for: (i) determining what analyses, recommendations, reports, communications, rankings, scores, research, or other content derived from or incorporating any Investment Output may legally or appropriately be shared with any Client or other person; (ii) ensuring that all such distributions comply with applicable law, applicable regulatory requirements, the Organization's internal compliance policies and written supervisory procedures, and the Organization's professional obligations to its Clients; and (iii) obtaining all required regulatory approvals, including any applicable advertising or communications review, prior to distributing any Investment Output or derivative content to a Client. The Organization is solely responsible for, and will defend, indemnify, and hold harmless the NexEng Parties against, any claim arising out of or relating to any distribution of an Investment Output that does not comply with this Section, including any distribution outside the Client Portal or to any person who has not accepted the Client Terms of Service. If the Organization makes any Investment Output available to a Client or other person outside the Client Portal, the Organization will first obtain that person's signed or electronically recorded acceptance of the Client Terms of Service (or of NexEng-approved equivalent terms that include the disclaimers, limitations of liability, and acknowledgment that NexEng is not responsible or liable for any Investment Output or its use that are set out in these Terms), and will retain and, upon NexEng's request, promptly provide evidence of that acceptance. Nothing in this Section makes NexEng responsible for, or a party to, any communication between the Organization and its Clients.

7.5. Scenario Lab; Client-Specific Inputs

Where the Platform offers any feature (including any feature marketed as "Scenario Lab") that accepts client-specific inputs (such as a Client's holdings, capital, risk tolerance, objectives, or financial circumstances) and generates outputs based on those inputs, the Organization will: (a) restrict access to such features to its licensed or appropriately registered financial professionals; (b) treat all such outputs as draft, analytical, and preliminary content that requires independent professional review before any use with, or delivery to, a Client; (c) not permit any such output to be delivered to a Client automatically or without meaningful, substantive review by a qualified professional who has the ability, information, and authority to evaluate, modify, or reject it; and (d) maintain records evidencing that such review occurred. The Organization, and not NexEng, is responsible for any individualized recommendation, allocation, or advice derived from such outputs.

7.6. Reports and Client-Facing Materials

Any report or client-facing material generated through the Platform will display, and the Organization will not remove or obscure and will ensure remains on any version delivered to a Client, notices substantially as follows: (i) "This report was generated using automated analytical tools and is provided for informational and discussion purposes only. It does not constitute investment advice, a recommendation to buy or sell any security, or a solicitation of any transaction."; and (ii) "This report is being provided by the financial professional identified herein. NexEng is a technology provider and is not acting as an investment adviser, broker-dealer, fiduciary, or financial planner." Each such report will also identify the responsible financial professional, clearly label any AI-generated content, disclose material limitations, display a date and time stamp, and contain no performance guarantees.

7.7. Organization Licensing and Regulatory Responsibility

The Organization represents, warrants, and covenants that: (a) it and each of its Authorized Users hold and will maintain all licenses, registrations, memberships, and qualifications required to conduct their business and to provide investment advice, recommendations, or services to their Clients; (b) the Organization is solely responsible for compliance with all applicable securities, investment, and financial laws, rules, and regulations, including the Investment Advisers Act of 1940, the Securities Act of 1933, the Securities Exchange Act of 1934, Regulation Best Interest, applicable FINRA and MSRB rules, the SEC marketing and advertising rules, and applicable state "blue sky" and non-U.S. laws; (c) the Organization is solely responsible for all suitability, best-interest, fiduciary, disclosure, supervisory, books-and-records, and similar obligations owed to its Clients; and (d) the Organization will not present, brand, distribute, or use any Investment Output in any manner that violates applicable law or that attributes the Investment Output to NexEng as advice, a recommendation, or a guarantee. NexEng is not responsible for, and has no obligation with respect to, any compliance supervision, suitability review, fiduciary review, disclosure obligation, books-and-records requirement, advertising review, communications review, trade surveillance, client record retention, supervisory procedure, or any other regulatory, licensing, or professional obligation applicable to the Organization's business. The Organization is solely responsible for designing, implementing, and maintaining all internal compliance programs, written supervisory procedures, and recordkeeping systems necessary to satisfy its legal and regulatory obligations in connection with its use of the Platform and distribution of any Investment Output.

7.8. Marketing and Attribution Restrictions

The Organization will not, in any marketing materials, client communications, website content, pitch decks, reports, disclosures, or other materials or representations: (a) represent, imply, or suggest that NexEng acts as, is registered or licensed as, or performs the functions of an investment adviser, broker-dealer, securities analyst, research provider, fiduciary, financial planner, or provider of investment advice or investment management services; (b) attribute any Investment Output to NexEng as a personalized recommendation, professional opinion, research report, or investment advice; (c) use NexEng's name, brand, or the Platform's name in a manner that could reasonably lead a Client or other person to believe that NexEng has reviewed, approved, endorsed, or is responsible for any investment or financial advice provided by the Organization; or (d) remove, obscure, or alter any disclaimer, limitation, or disclosure included in or accompanying any Investment Output. Any representation by the Organization that attributes to NexEng any advisory, fiduciary, or investment-management capacity will be deemed a material breach of these Terms.

7.9. No Guarantee; Risk of Loss

NexEng does not guarantee and makes no representation or warranty regarding the accuracy, completeness, timeliness, reliability, or profitability of any Investment Output. All investing involves risk, including the possible loss of principal. Past performance, back-tested or hypothetical performance, benchmark-relative outperformance, historical validation, persistence indicators, and similar metrics are not indicative of, and do not guarantee, future results.

7.10. Third-Party Market Data

Investment Outputs may incorporate or rely upon third-party market data, issuer information, research, pricing feeds, benchmark data, index data, news sources, financial statements, ratings, or other external information provided by data vendors, exchanges, or other third parties ("Third-Party Market Data"). NexEng does not control Third-Party Market Data and makes no representation or warranty as to its accuracy, completeness, timeliness, availability, or reliability. NexEng expressly disclaims all liability for any errors, omissions, delays, interruptions, inaccuracies, or unavailability in Third-Party Market Data, and for any loss, damage, or claim arising out of or relating to any Investment Output that incorporates, is based upon, or is affected by such Third-Party Market Data. The Organization is solely responsible for independently verifying any Third-Party Market Data before relying on or distributing any Investment Output.

7.11. No Liability for Investment Losses

To the maximum extent permitted by applicable law, the NexEng Parties will not be liable for any trading or investment losses, lost profits, lost opportunity, diminution in the value of any portfolio, account, or asset, or any other loss, damage, or claim arising out of or relating to any Investment Output or to any investment, trading, or financial decision made or not made by the Organization, any Authorized User, any Client, or any other person, whether or not based on an Investment Output. This allocation of risk is reflected in the fees for the Platform and will survive termination of these Terms.

7.12. Market Intelligence and Research Outputs

Market intelligence, benchmark-relative analytics, sector observations, leadership rankings, research validation statistics, persistence indicators, and similar outputs available through the Platform are provided solely for informational, educational, and research-support purposes. Such outputs:

• do not constitute investment advice, portfolio management, solicitation, or recommendations to buy, sell, or hold any security;

• are generalized market observations and are not tailored to any individual's financial situation, investment objectives, or risk tolerance;

• certain analytics, benchmark-relative metrics, validation windows, and live-forward monitoring views presented through the Platform may reflect historical observations, research validation frameworks, ongoing monitoring periods, or partially matured analytical cohorts, and should not be interpreted as guarantees of future performance or actual investment results;

• should not be relied upon as the sole basis for any investment or financial decision.

Past performance, benchmark-relative outperformance, historical validation, and similar metrics are not indicative of future results. Market conditions, liquidity, volatility, and other factors may materially impact outcomes.

Users are solely responsible for independently evaluating all information and obtaining advice from qualified financial, legal, tax, or investment professionals before making financial decisions.

8. No Involvement in Client Relationships

NexEng provides the Platform as a technology tool only. NexEng is not a party to any agreement, engagement, or relationship between an Organization and its Clients. Nothing in these Terms or the use of the Platform creates any agency, partnership, joint venture, employment, or fiduciary relationship between NexEng and any Organization, Authorized User, or Client. NexEng has no responsibility for, and makes no representations regarding, the quality, legality, or outcome of any services provided by an Organization to its Clients. NexEng will not be liable for any disputes, claims, losses, or damages arising from or related to the relationship or interactions between an Organization and its Clients.

9. Client Portal

If the Platform includes a client-facing portal feature, the Organization is solely responsible for: (a) determining which Clients are granted access to the portal and the scope of such access; (b) all communications, data, and content shared with Clients through the portal; (c) obtaining all necessary consents, authorizations, and permissions from Clients for the collection, processing, and sharing of their data through the Platform; and (d) ensuring that Client access and use of the portal complies with applicable law and these Terms. NexEng is not responsible for any interactions, communications, disputes, or claims arising between an Organization and its Clients through the client portal or otherwise facilitated by the Platform.

10. Rights and Licenses

10.1. License to Use Platform

Subject to your compliance with these Terms and payment of applicable fees, NexEng grants you a limited, non-transferable, non-exclusive, revocable right to access and use the Platform solely for your internal business purposes. Organizations may permit Authorized Users to access the Platform under the Organization's Account, provided that the Organization remains fully responsible for each Authorized User's compliance with these Terms.

10.2. Certain Restrictions

The rights granted to you in these Terms are subject to the following restrictions: (a) you will not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Platform; (b) you will not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Platform; (c) you will not access or use the Platform to build a similar or competitive product or service, or to develop, train, fine-tune, or improve any artificial intelligence or machine learning model; (d) you will not use the Platform to scrape, harvest, or extract data in bulk; and (e) except as expressly permitted in these Terms, no part of the Platform may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means. All copyright and other proprietary notices on any Platform content must be retained on all copies thereof.

10.3. Modification

NexEng reserves the right, at any time, to modify, suspend, or discontinue the Platform or any features thereof, with or without notice. You agree that NexEng will not be liable to you or any third party for any modification, suspension, or discontinuance of the Platform, except as otherwise expressly set forth in these Terms.

10.4. Ownership of the Platform

Excluding Customer Data, you acknowledge that all intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in and to the Platform are owned by NexEng or its licensors. These Terms do not transfer to you or any third party any rights, title, or interest in or to the Platform or any intellectual property therein. NexEng reserves all rights not expressly granted in these Terms.

11. Customer Data Ownership and License

As between NexEng and the Organization, the Organization retains all right, title, and interest in and to its Customer Data. Organization hereby grants NexEng a limited, non-exclusive, worldwide license to access, process, and use Customer Data solely to: (a) provide, operate, and maintain the Platform for the Organization and its Authorized Users; (b) perform support, troubleshooting, and security functions; and (c) comply with applicable law. NexEng will not use Customer Data to train AI models for the benefit of other customers, develop products or services for third parties, or otherwise exploit Customer Data for any purpose outside the scope of providing the Platform to the Organization. NexEng may use de-identified and aggregated data derived from use of the Platform for analytics, benchmarking, product development, and operational purposes, provided that such data does not identify any individual or Organization. Organization is solely responsible for the accuracy, legality, and appropriateness of all Customer Data it submits to the Platform. The following rules apply to Customer Data. By submitting Customer Data to the Platform, you represent, warrant, and agree as follows:

• You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content;

• You will abide by our Acceptable Use Policy below; and

• You affirm we have the right to determine whether any of your User Content submissions are appropriate and comply with these Terms of Service, remove any and/or all of your submissions, and terminate your account with or without prior notice.

NexEng has the right to determine whether any Customer Data violates these Terms and to remove any such Customer Data and suspend or terminate the applicable Account, with or without prior notice.

You understand and agree that any liability, loss, or damage arising from Customer Data that you submit to or access through the Platform is solely your responsibility. NexEng is not responsible for any public display or misuse of Customer Data. NexEng does not, and cannot, pre-screen or monitor all Customer Data. However, at its discretion, NexEng, or technology it employs, may monitor and/or record interactions with the Platform for security, support, and compliance purposes.

12. Acceptable Use Policy

Your permission to use the Platform is conditioned upon the following restrictions: You agree that you will not under any circumstances:

• post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive;

• use the service for any unlawful purpose or for the promotion of illegal activities;

• attempt to, or harass, abuse or harm another person or group;

• use another user's account without permission;

• provide false or inaccurate information or impersonate another person when registering an account;

• interfere or attempt to interfere with the proper functioning of the Platform;

• make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;

• use the Platform or any of its contents to advertise or solicit for any commercial purpose, or to compete, directly or indirectly, with the Platform or NexEng's business, including by using the Platform to develop or train artificial intelligence or machine learning model;

• bypass any robot exclusion headers or other access control measures, or use any software, technology, or device to scrape, spider, crawl, or otherwise extract data from the Platform in bulk or in an automated manner; or

• publish or link to malicious content intended to damage or disrupt another user's browser or computer.

13. Feedback

If you provide NexEng with any feedback or suggestions regarding the Platform ("Feedback"), you assign to NexEng all rights in such Feedback and agree that NexEng will have the right to use the Feedback and related information in any manner it deems appropriate, without restriction or compensation to you. NexEng will treat any Feedback as non-confidential and non-proprietary. You agree not to submit to NexEng any information or ideas that you consider confidential or proprietary.

14. Maintenance, Updates, and Discontinuance

From time to time, NexEng may update, modify, expand, or improve the Platform to enhance its functionality and performance. NexEng may also, at any time and without prior notice, disable certain features, suspend access, or cease operation of part or all of the Platform. Your use of the Platform does not guarantee the ongoing availability of any particular feature or functionality.

Any modifications to or discontinuation of the Platform or specific features will be determined at NexEng's sole discretion and without any obligation or liability to you. NexEng may suspend, limit, or discontinue access to content, features, or services associated with the Platform for any reason, including maintenance, upgrades, or service changes, without notice or liability.

15. Indemnity

You agree to defend, indemnify, and hold harmless NexEng and its officers, directors, employees, agents, licensors, and successors (collectively, "NexEng Parties") from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of or access to the Platform; (b) your Customer Data; (c) your violation of these Terms; (d) your violation of applicable law or regulation; (e) any services you provide to your Clients, including any claims brought by Clients against NexEng arising from or related to your engagement with them; (f) your Clients' use of or access to the Platform; or (g) any dispute between you and any of your Clients; (h) your access to, use of, reliance on, modification of, branding of, or distribution of any Investment Output, or any investment, trading, or financial decision made or not made based in whole or in part on any Investment Output; (i) any investment, financial, advisory, or related advice or service you provide to any Client; or (j) your actual or alleged violation of any securities, investment-adviser, broker-dealer, commodities, or other financial or professional law, rule, or regulation. NexEng reserves the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you, and you agree to cooperate fully with NexEng in such defense. You agree not to settle any such matter without NexEng's prior written consent. NexEng will use reasonable efforts to notify you of any such claim upon becoming aware of it.

15.1. Insurance

The Organization will obtain and maintain, at its own expense and throughout the term of these Terms, professional liability (errors and omissions) insurance and any other insurance required by applicable law or by the Organization's licenses, in commercially reasonable amounts appropriate to the advisory and financial services the Organization provides to its Clients and to its use and distribution of Investment Outputs. Such insurance will (a) name the NexEng Parties as additional insureds; (b) be primary and non-contributory with respect to any insurance or self-insurance maintained by the NexEng Parties; and (c) provide that the insurer will endeavor to give the NexEng Parties prior notice of cancellation or material change. Upon NexEng's request, the Organization will promptly provide certificates of insurance evidencing the foregoing coverage. This Section supports, and does not limit, replace, or reduce, the Organization's indemnification or other obligations under these Terms.

16. Links to Other Sites and/or Materials

16.1. Third-Party Sites and Third-Party Content

As part of the Platform, NexEng may provide links to third-party websites ("Third-Party Sites") and content or items originating from third parties, including applications, software, integrations, or other content (collectively, "Third-Party Content"). These links and integrations are provided as a convenience only. NexEng has no control over Third-Party Sites or Third-Party Content and is not responsible for the promotions, materials, information, goods, or services available through them. If you access any Third-Party Sites or use any Third-Party Content, you do so at your own risk, and NexEng's terms and policies no longer govern. You should review the applicable terms, policies, and privacy practices of any third-party site or application you access or use in connection with the Platform.

16.2. Links to the Platform

You are permitted to link to the Platform for non-commercial purposes, provided that you do so in a way that is fair and legal and does not damage NexEng's reputation. You may not link to the Platform in a way that suggests any form of association, approval, or endorsement by NexEng without its express written consent. You may not deep-link to any page of the Platform for any purpose unless expressly authorized in writing by NexEng. NexEng reserves the right to withdraw permission for any link at any time.

17. Third-Party Integrations

17.1. Authorization to Connect

The Platform may allow you to connect third-party accounts, applications, and services (each, a "Third-Party Integration"), including productivity, calendar, email, and workspace tools such as Google Workspace, Gmail, and Google Calendar. By connecting a Third-Party Integration, you expressly authorize NexEng to access, retrieve, and interact with your third-party account solely to the extent necessary to provide the features of the Platform you have enabled. You represent and warrant that you have the right and authority to grant NexEng such access and that doing so does not violate any agreement between you and the applicable third-party provider.

17.2. Scope of Access

NexEng will access your connected third-party accounts only to the extent necessary to deliver the Platform features you have chosen to enable. NexEng will not access, read, or retrieve data from connected third-party accounts for any purpose beyond providing the Platform to you, including for the benefit of other customers or to train AI models. Any information accessed through a Third-Party Integration is subject to NexEng's Privacy Policy.

17.3. Compliance with Third-Party Terms

Your use of any Third-Party Integration is subject to the applicable terms, conditions, and policies of the relevant third-party provider (e.g., Google's Terms of Service and API usage policies). You are solely responsible for reviewing and complying with all such third-party terms. NexEng is not a party to any agreement between you and a third-party provider and will not be liable for any violation by you of a third party's terms or for any action taken by a third party against you as a result of such violation.

17.4. Availability; No Warranty

NexEng does not control third-party providers and makes no representation or warranty that any Third-Party Integration will remain available, function without interruption, or continue to be supported. Third-party providers may change their APIs, revoke access permissions, or discontinue their services at any time and without notice to NexEng. NexEng will not be liable for any loss, disruption, or degradation of Platform functionality resulting from a third party's modification, suspension, or discontinuation of a Third-Party Integration.

17.5. Revocation

You may disconnect any Third-Party Integration at any time through your Account settings. You should also revoke NexEng's access directly through the applicable third-party provider's settings or permissions dashboard to ensure access is fully terminated. NexEng is not responsible for any data that was accessed or retrieved prior to your disconnection of a Third-Party Integration.

17.6. Limitation of Liability for Integrations

NexEng will not be liable for any loss, damage, or claim arising out of or relating to any Third-Party Integration, including unauthorized access to or disclosure of data held by a third-party provider, security incidents occurring at the third-party level, errors or omissions in third-party data or services, or any action or omission of a third-party provider. Your use of any Third-Party Integration is at your own risk.

18. Release

Release. You release and forever discharge the NexEng Parties from, and waive and relinquish, each and every past, present, and future dispute, claim, controversy, demand, right, obligation, liability, action, and cause of action of every kind and nature that has arisen or arises directly or indirectly out of, or relates to: (a) any interactions with other Platform users; (b) any interactions or disputes between you and your Clients; (c) any AI-generated outputs or your reliance thereon; (d) any Third-Party Integrations; or (e) any Third-Party Sites or Third-Party Content. YOU EXPRESSLY WAIVE ANY PROTECTION AFFORDED BY CALIFORNIA CIVIL CODE 1542, WHICH PROVIDES: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY." YOU KNOWINGLY AND VOLUNTARILY WAIVE THE PROTECTIONS OF 1542 AND ANY SIMILAR LAW OR STATUTE OF ANY OTHER JURISDICTION.

19. Disclaimers

THE PLATFORM IS PROVIDED "AS-IS" AND "AS AVAILABLE" AND NEXENG EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. NEXENG MAKES NO WARRANTY THAT THE PLATFORM: (a) WILL MEET YOUR REQUIREMENTS; (b) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (c) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE; (d) WILL BE TO YOUR SATISFACTION; OR (e) THAT ANY AI FEATURES WILL PRODUCE ACCURATE, COMPLETE, OR SUITABLE OUTPUTS FOR ANY PARTICULAR PURPOSE. NEXENG FURTHER DISCLAIMS ALL WARRANTIES THAT ANY INVESTMENT OUTPUT IS ACCURATE, COMPLETE, CURRENT, RELIABLE, PROFITABLE, OR SUITABLE FOR ANY PERSON OR PURPOSE, AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE PERFORMANCE OF, OR THE RESULTS THAT MAY BE OBTAINED FROM, ANY INVESTMENT OUTPUT OR ANY SECURITY OR STRATEGY REFERENCED THEREIN.

NexEng makes no representation that the Platform is appropriate or available for use in locations outside the United States. Access to the Platform from countries or territories where such access is illegal is prohibited. Those who choose to access the Platform outside the United States do so on their own initiative and are responsible for compliance with local laws.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.

20. Limitation on Liability

IN NO EVENT WILL NEXENG OR THE NEXENG PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE PLATFORM, INCLUDING DAMAGES ARISING FROM ANY AI FEATURE OUTPUTS, CLIENT INTERACTIONS, OR THIRD-PARTY INTEGRATIONS, EVEN IF NEXENG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO AND USE OF THE PLATFORM IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.

IN NO EVENT WILL NEXENG'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO NEXENG IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT NEXENG'S SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS. WITHOUT LIMITING THE FOREGOING, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE NEXENG PARTIES BE LIABLE FOR ANY TRADING OR INVESTMENT LOSSES, LOST PROFITS, LOST OPPORTUNITY, DIMINUTION IN THE VALUE OF ANY PORTFOLIO, ACCOUNT, OR ASSET, OR ANY OTHER LOSS OR DAMAGE ARISING OUT OF OR RELATING TO ANY INVESTMENT OUTPUT OR TO ANY INVESTMENT, TRADING, OR FINANCIAL DECISION, WHETHER MADE BY YOU, AN AUTHORIZED USER, A CLIENT, OR ANY OTHER PERSON.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

21. Term and Termination

Subject to this Section, these Terms will remain in full force and effect while you use the Platform. NexEng may, at any time and in its sole discretion: (a) suspend your rights to use the Platform (including your Account); or (b) terminate these Terms and your access to the Platform, for any reason, including for any use of the Platform in violation of these Terms, any breach of your payment obligations, or any conduct that NexEng reasonably believes may expose NexEng or any third party to liability. Upon termination of these Terms, your Account and right to access and use the Platform will terminate immediately. You understand that termination of your Account may result in deletion of your Customer Data from NexEng's live databases. NexEng will not have any liability to you for any suspension or termination of these Terms, including for termination of your Account or deletion of your Customer Data. Upon termination, all provisions of these Terms that by their nature should survive will survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

22. Copyright Policy

We respect the intellectual property of others and ask that users of our Site and Services do the same. In connection with our Site and Services and in accordance with the Digital Millennium Copyright Act's ("DMCA"), we have adopted and implemented a policy respecting copyright laws that provide for the removal of any infringing materials and for the termination, in appropriate circumstances, of users of our online Services who are repeat infringers of intellectual property rights, including copyrights. If you believe that one of our users is, through the use of our Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent:

• your physical or electronic signature;

• identification of the copyrighted work(s) that you claim to have been infringed;

• identification of the material on our Services that you claim is infringing and that you request us to remove;

• sufficient information to permit us to locate such material;

• your address, telephone number, and e-mail address;

• a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and

• a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney's fees incurred by us in connection with the written notification and allegation of copyright infringement.

Our designated Copyright Agent is:

NexEng
Attn: Copyright Compliance Department
Address: 3031 Tisch Way #110, Suite 1015, San Jose, CA 95128
Email: copyright@nexeng.ai

22.1. Counter Notice Procedures

If you receive a notification from NexEng that material made available by you on or through the Site has been the subject of a Notification of Claimed Infringement, then you will have the right to provide NexEng with what is called a "Counter Notification." To be effective, a Counter Notification must be in writing, provided to Company's Designated Agent through one of the methods identified above, and include substantially the following information:

• A physical or electronic signature of the subscriber;

• Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;

• A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

• The subscriber's name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the subscriber's address is outside of the United States, for any judicial district in which Company may be found, and that the subscriber will accept service of process from the person who provided notification above or an agent of such person.

23. Legal Disputes

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND NEXENG HAVE AGAINST EACH OTHER ARE RESOLVED.

You and NexEng agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of these Terms, your use of or access to the Services, or any products or services sold or purchased through the Services, will be resolved in accordance with the provisions set forth in this Legal Disputes Section.

23.1. Choice of Law

These Terms are made under and will be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles that provide for the application of the law of another jurisdiction.

23.2. Claim Limitations

You agree that any cause of action arising out of or related to the Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred.

23.3. Agreement to Arbitrate

You and NexEng each agree that any and all disputes or claims that have arisen or may arise between you and NexEng relating in any way to or arising out of these Terms, your use of or access to NexEng's Services, or any products or services sold, offered, or purchased through our Services will be resolved exclusively through final and binding arbitration, rather than in court. Alternatively, you may assert your claims in small claims court in Cupertino, California, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis. The Federal Arbitration Act governs the interpretation and enforcement of this agreement to Arbitrate.

The arbitration will be conducted by JAMS Arbitration ("JAMS") under its applicable rules and procedures, as modified by this agreement to Arbitrate. The arbitration will be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes.

Your rights will be determined by a neutral arbitrator and not a judge or jury. You understand that arbitration procedures can be more limited that rules applicable in court. Arbitrator decisions are as enforceable as any court order and are subject to very limited review in court.

You and we must abide by the following rules: (a) ANY CLAIMS BROUGHT BY YOU OR US MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (b) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF, (c) the arbitrator will honor claims of privilege and privacy recognized at law; (d) the arbitration will be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement of the arbitration award; (e) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (f) each side pays its own attorneys' fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and then in such instance, the fees and costs awarded will be determined by the applicable law.

With the exception of subparts (a) and (b) in the paragraph above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision will remain in effect and will be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subpart (a) or (b) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision will be null and void, and neither you nor we will be entitled to arbitration. If for any reason a claim proceeds in court rather than in arbitration, the dispute will be exclusively brought in state or federal court in Cupertino, California.

24. General

24.1. Changes to Terms

These Terms are subject to revision from time to time. NexEng reserves the right, in its sole discretion, to modify, amend, replace, or revoke these Terms, and to change, suspend, limit, or revoke your access to the Platform or any feature, at any time. If NexEng makes any substantial changes, it may notify you by posting prominent notice of such changes on the Platform or by email. Any significant changes will be effective thirty (30) days after posting such notice. Continued use of the Platform following notice of such changes constitutes your acknowledgment of and agreement to be bound by the revised Terms. Your continued access to or use of the Platform after revised Terms are posted on the Platform or otherwise made available constitutes your acceptance of, and agreement to be bound by, the then-current Terms. If you do not agree to the revised Terms, you must stop accessing and using the Platform.

24.2. Copyright/Trademark Information

Copyright © 2026 NexEng, Inc. All rights reserved. All trademarks, logos, and service marks ("Marks") displayed on the Platform are the property of NexEng or their respective third-party owners. You are not permitted to use these Marks without NexEng's prior written consent or the consent of the applicable third-party owner.

25. Contact Information

NexEng

Email: support@nexeng.ai

Your data. Your agents. Your control. See AIOS in action.

support@nexeng.ai

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